TODAY’S deal to sell to chairman Tom Scott for £66m. 45 properties valued at more than £72m. dominated the CI Traders shareholders’ extraordinary general meeting. It approved the £260m. sale of the company, the biggest employer in the Channel Islands, to private equity business Sandpiper Bidco, with nearly 98% in favour.

Once the Jersey Royal Court sanctions the scheme, all shareholdings are automatically acquired at the offer price of £1 per share.

However, some of the 200 shareholders present at the meeting raised concerns about a private deal between Mr Scott and the buyers to buy the properties and lease them back.

Mr Scott sat silently through the meeting, which lasted about 90 minutes, but questions were raised as to why the properties in Guernsey and Jersey were not to be put out to open tender.

Here they include the Guernsey Brewery, Commerce House, shops at Admiral Park and other currently unused development sites.

One person asked if property company CB Richard Ellis should have been disqualified from carrying out the valuations given that it was valuer to the company.

He believed that an independent one should have been employed. But company lawyer Nigel Campion-Smith said that CB Richard Ellis’s work had been done on behalf of the company and added that he did not think there was any conflict.

CI Traders vice-chairman and former Jersey Lt-Governor General Sir Michael Wilkes told the meeting that Sandpiper’s main interest was in the trading activities of the group.

‘It wanted to reduce the scale of the financing required to make an offer and it was Sandpiper’s request that Mr Scott buy a portfolio of properties from the group to help achieve this,’ said Sir Michael.

‘The terms of Mr Scott’s acquisition were negotiated between Sandpiper and Mr Scott.

‘The independent directors took advice on the fairness of the proposal and the advice drew heavily on the valuation by CB Richard Ellis. The terms were reviewed by the financial adviser to the independent directors, Collins Stewart, who were satisfied that the terms were fair and reasonable.’

But another shareholder expressed some scepticism. He said: ‘I don’t think Tom Scott would enter into negotiations that were not profitable.’

He contested there was a £6m. loss to shareholders as a result of the deal.

However, CI Traders chief executive Martin Bralsford said with the properties came liabilities, including Mr Scott employing more than 100 people for whom the group might otherwise have had to meet the cost of redundancy.

Sir Michael also said that the portfolio of properties contained a considerable mix and said Mr Scott would be purchasing a number which would not earn any income for the foreseeable future.

He said that Sandpiper wanted certainty that all the properties within that portfolio would be sold as an integral part of the overall deal.

‘It was not therefore possible to market the properties on an individual basis. Mr Scott is paying more than £65m. so he will be rolling over all the consideration due to him for his shares in CI Traders and applying additional funds as well,’ he said.

Sir Michael said the independent board members believed the £1 a share offer represented a fair price having regard to trading conditions in the group’s main markets.

‘It represents a 23.1% premium to the market price achieved before the possibility of an offer was announced,’ he said.